Enerpac Tool Group (NYSE: EPAC) to acquire SFE Group in $472M deal
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Enerpac Tool Group Corp. agreed to acquire Specialized Fabrication Equipment Group LLC (SFE Group) for approximately $472 million in cash. The deal values SFE Group at 10.6x trailing-twelve-month adjusted EBITDA and 9.5x trailing adjusted EBITDA including anticipated synergies. SFE Group generated trailing-twelve-month sales of about $170 million and roughly $44 million of adjusted EBITDA, adding a portfolio of 12 industrial tool brands and expanding Enerpac’s addressable market by about $1 billion. Enerpac plans to fund the purchase with cash on hand and borrowings under its senior credit facility, which was amended to increase the revolving credit capacity from $400 million to $625 million. Net debt-to-adjusted EBITDA is expected to be approximately 2.8 times at closing, which is targeted for the first quarter of Fiscal 2027, subject to regulatory approvals and customary closing conditions.
Positive
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Negative
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Insights
Enerpac is pursuing a sizable, leverage-backed tools acquisition with defined synergy targets.
Enerpac Tool Group plans to acquire SFE Group for about $472 million in cash, implying a 10.6x trailing adjusted EBITDA multiple, or 9.5x when including anticipated synergies. SFE brings roughly $170 million of sales, $44 million of adjusted EBITDA, and 12 specialized brands.
The transaction is funded with cash and an expanded revolving credit facility, raised from $400 million to $625 million. Management expects net debt-to-adjusted EBITDA of roughly 2.8x at closing, a moderate leverage level for an industrial tools business but still dependent on sustaining SFE’s earnings.
Closing is expected in the first quarter of Fiscal 2027, subject to Hart-Scott-Rodino and other regulatory approvals, plus specified pre-closing divestitures and dissolutions. Subsequent company filings can clarify realized synergies and the pace of deleveraging after the deal closes.
8-K Event Classification
4 items: 1.01, 2.03, 7.01, 9.01
4 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Purchase price: $472 million cash
SFE Group sales: $170 million
SFE Group adjusted EBITDA: $44 million
+5 more
8 metrics
Purchase price
$472 million cash
Acquisition of SFE Group
SFE Group sales
$170 million
Trailing-twelve-month sales
SFE Group adjusted EBITDA
$44 million
Trailing-twelve-month adjusted EBITDA
EBITDA multiple
10.6x
Purchase price vs. trailing adjusted EBITDA
EBITDA multiple with synergies
9.5x
Adjusted for anticipated synergies within three years
Revolving credit facility
$625 million
Increased from $400 million via First Amendment
Credit facility increase
$225 million
Incremental revolving commitment by PNC Bank
Net debt-to-adjusted EBITDA
2.8x
Expected ratio upon closing of acquisition
Key Terms
Agreement and Plan of Merger, Restricted Stock Unit awards, Hart-Scott-Rodino Antitrust Improvement Act of 1976, Material Adverse Effect, +2 more
6 terms
Agreement and Plan of Merger regulatory
"entered into an Agreement and Plan of Merger, dated as of July 7, 2026"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Restricted Stock Unit awards financial
"plus the issuance of approximately $20.6 million in Restricted Stock Unit awards to key personnel"
Restricted stock unit awards are company promises to deliver a specific number of shares to employees or service providers in the future once conditions—such as staying with the company for a set time or meeting performance targets—are met. They matter to investors because when the promises convert into actual shares they increase the total share count and can reduce earnings per share, while also aligning recipients’ interests with stock performance much like deferred pay that turns into ownership if goals are met.
Hart-Scott-Rodino Antitrust Improvement Act of 1976 regulatory
"including the expiration of any applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvement Act of 1976"
Material Adverse Effect regulatory
"the absence of a Material Adverse Effect (as defined in the Merger Agreement) with respect to SFE Group"
A material adverse effect is a significant negative change or event that substantially reduces a company’s business, financial condition, or future prospects — think of it like a sudden major engine failure that makes a car unreliable. Investors care because such an event can lower expected profits, trigger contract clauses (allowing counterparties to renegotiate or walk away), and prompt swift stock-price reassessment based on the higher risk and uncertainty.
Representations and warranties insurance policy financial
"delivery by the Company to the Representative of a conditionally bound buy-side insurance policy ... (the “RWI Policy”)"
revolving credit facility financial
"to increase the revolving credit facility thereunder from $400.0 million to $625.0 million"
A revolving credit facility is a type of loan that a business can borrow from whenever it needs money, up to a set limit. It’s like having a credit card for companies—allowing them to borrow, pay back, and borrow again as needed, providing flexibility for managing cash flow or funding short-term expenses.
FAQ
What acquisition did Enerpac Tool Group (EPAC) announce involving SFE Group?
Enerpac Tool Group agreed to acquire Specialized Fabrication Equipment Group (SFE Group) for approximately $472 million in cash. The deal adds a global portfolio of 12 fabrication and welding equipment brands, broadening Enerpac’s industrial tools offering and expanding its total addressable market by about $1 billion.
How large is SFE Group based on sales and adjusted EBITDA?
SFE Group generated about $170 million in trailing-twelve-month sales and approximately $44 million of adjusted EBITDA. These figures highlight a relatively high-margin industrial tools platform that Enerpac is buying at a 10.6x trailing adjusted EBITDA multiple before synergies.
What valuation multiples is Enerpac paying for SFE Group?
The purchase price represents 10.6x SFE Group’s trailing-twelve-month adjusted EBITDA. Including anticipated synergies expected within three years, the multiple falls to 9.5x trailing adjusted EBITDA, reflecting Enerpac’s expectations for cost and revenue benefits post-integration.
How will Enerpac Tool Group finance the SFE Group acquisition?
Enerpac plans to fund the acquisition with a combination of cash on hand and borrowings under its senior credit facility. The revolving credit facility was amended and increased from $400 million to $625 million to support the transaction’s financing needs.
What will Enerpac’s leverage look like after acquiring SFE Group?
Enerpac expects net debt-to-adjusted EBITDA to be approximately 2.8 times upon closing of the SFE Group acquisition. This leverage level reflects the increased borrowings under the expanded revolving credit facility combined with the earnings contribution from SFE Group.
When is the SFE Group acquisition expected to close for Enerpac (EPAC)?
The transaction is expected to close in the first quarter of Enerpac’s Fiscal 2027. Completion depends on receiving required regulatory approvals, including antitrust and foreign investment clearances, and satisfying other customary closing conditions specified in the merger agreement.
How did Enerpac change its credit facility in connection with the SFE deal?
Enerpac entered a first amendment to its Credit Agreement that increased the revolving credit facility from $400 million to $625 million. PNC Bank agreed to provide the $225 million incremental revolving commitment under the amended senior credit facility.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): July 7, 2026
(Exact name of Registrant, as specified in its charter)
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification Number)
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Mailing address: P.O. Box 3241, Milwaukee, Wisconsin 53201
(Address of principal executive offices) (Zip code)
Registrant’s telephone number, including area code: (262 ) 293-1500
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions
(see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Trading Symbol(s)
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Name of each exchange on which
registered
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter)
or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 1.01 |
Entry Into a Material Definitive Agreement
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Entry into Merger Agreement
On July 7, 2026, Enerpac Tool Group Corp. (the “Company”) and its wholly owned subsidiary, Rodeo Merger Sub, LLC, a Delaware limited liability company
(“Merger Sub”), entered into an Agreement and Plan of Merger, dated as of July 7, 2026 (the “Merger Agreement”), with Specialized Fabrication Equipment Group LLC, a Delaware limited liability company (“SFE Group”), and SFEG Holdings, Inc., a Delaware
corporation, solely in its capacity as representative of the equityholders of SFE Group (the “Representative”), providing for the acquisition by the Company of SFE Group for aggregate consideration of approximately $451.4 million in cash (subject to
customary closing date adjustments and transaction expenses of SFE Group and its subsidiaries) pursuant to a merger of Merger Sub with and into SFE Group, with SFE Group being the surviving limited liability company of the merger (the “Merger”).
Consummation of the Merger is subject to various conditions and regulatory approvals, as further described below.
Pursuant to the terms and subject to the conditions of the Merger Agreement, at the effective time of the Merger (the “Effective Time”):
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the equity interests in SFE Group issued and outstanding immediately prior to the Effective Time (other than those held in treasury) shall be cancelled and automatically converted into the right to
receive cash payable as determined in accordance with the distribution waterfall provisions of the limited liability company agreement of SFE Group and as set forth on the capitalization spreadsheet to be delivered by SFE Group to the Company
in advance of the closing of the transactions contemplated by the Merger Agreement, subject to applicable withholdings and adjustments under the Merger Agreement; and
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the equity interests in Merger Sub issued and outstanding immediately prior to the Effective Time (other than those held in treasury) shall be converted into and become the equity interests in the
surviving limited liability company of the Merger, and as a result SFE Group, as the surviving limited liability company of the Merger, will become a wholly owned subsidiary of the Company, with its limited liability company agreement being
amended and restated to be identical to the limited liability company agreement of Merger Sub as in effect immediately prior to the Effective Time and the managers and officers of Merger Sub immediately prior to the Effective Time becoming
the only managers and officers of the SFE Group, as the surviving limited liability company of the Merger, immediately after the Effective Time.
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The Merger Agreement provides that the aggregate amount to be paid with respect to the equity interests in SFE Group shall equal approximately $451.4
million in cash, plus the issuance of approximately $20.6 million in Restricted Stock Unit awards to key personnel of SFE Group, in lieu of cash payment of transaction bonuses to be owed by SFE Group to such personnel upon completion of the Merger,
with the cash consideration being subject to customary adjustments (the “Adjustments”) for the level of cash, net working capital, transaction related expenses (including certain transaction bonuses to be owed to key personnel of SFE Group upon
consummation of the Merger), indebtedness and other similar items existing at SFE Group and its subsidiaries as of a time on the date of the consummation of the Merger (the “Closing Date”), which shall be no earlier than September 1, 2026 (unless
otherwise mutually agreed by the parties) (such amount, as adjusted, the “Merger Consideration”). The Merger Agreement includes customary provisions for the Adjustments, the method for the determination of the amount of the Adjustments, and the
method for resolution of disagreements with respect to the amounts of the Adjustments. The Merger Agreement provides that, to support any downward adjustments and any other post-closing expenses of the equityholders of SFE Group, a portion of the
Merger Consideration will be set aside in general adjustment and matter-specific escrow accounts and an additional amount will be set aside in a separate escrow account to fund the payment of the expenses of the Representative arising after the
Closing Date.
2
The Merger Agreement contemplates that, pursuant to separate agreements between three executive personnel of SFE Group and the Company, specified
percentages of the Merger Consideration to be paid to such executive personnel (or entities through which such personnel hold equity interests in SFE Group) shall be deposited in an escrow account and applied to purchase, on behalf of such executive
personnel, shares of Class A common stock of the Company in market transactions over a specified period, with restrictions on the ability of such personnel to sell or otherwise transfer such shares for a period ending on the third anniversary of the
Closing Date. The Merger Agreement provides that transaction bonuses to be owed by SFE Group to key personnel of SFE Group upon consummation of the Merger shall be paid, in full or in part (as specified in a schedule appended to the Merger
Agreement), by delivery of restricted stock units awarded under the Company’s 2017 Omnibus Incentive Plan (as amended and restated November 9, 2020) to vest, subject in each case to the recipient’s continued employment with the Company or any of its
subsidiaries, on the third anniversary of the Closing Date and to be evidenced by award agreements in a form included as an exhibit to the Merger Agreement.
The Merger Agreement provides that in connection with the execution and delivery of the Merger Agreement, specified equityholders and key personnel of
SFE Group have entered into restrictive covenant agreements. The restrictive covenant agreements include covenants regarding non-competition, non-solicitation and non-hire of employees, and non-solicitation of customers for a period of three years
following the closing, as well as non-disparagement and confidentiality restrictions.
The Merger Agreement provides that concurrent with the execution and delivery of the Merger Agreement, equityholders of SFE Group holding equity units
sufficient to approve the Merger, have signed written consents, approving, among other things, the Merger, the Merger Agreement and the transactions contemplated thereby. The Merger Agreement provides that consummation of the Merger is also subject
to the satisfaction (or waiver, if applicable) of various customary conditions (with certain of such conditions applying only to the Company’s obligation to consummate the Merger), including: (i) the receipt of all requisite regulatory approvals,
including the expiration of any applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvement Act of 1976 (the “HSR Act”), confirmation by the U.K. Competition and Markets Authority that it has no further questions in respect of the
Merger and will not open an investigation in respect of the Merger and other specified matters; (ii) the absence of a Material Adverse Effect (as defined in the Merger Agreement) with respect to SFE Group and its subsidiaries arising since July 7,
2026; (iii) receipt of authorizations by relevant governmental authorities under appliable foreign investment control regimes, including in France and Germany; (iv) the completion by SFE Group of certain specified dispositions and dissolutions; and
(v) other customary closing conditions, including delivery by the Company to the Representative of a conditionally bound buy-side insurance policy (in the form included as an exhibit to the Merger Agreement) (the “RWI Policy”) in respect of, among
other things, inaccuracies or breaches of the representations and warranties made by SFE Group in the Merger Agreement.
3
Each of the Company, Merger Sub and SFE Group have made customary representations, warranties and covenants in the Merger Agreement, including (i)
obligations of SFE Group and its subsidiaries to conduct their respective businesses in the ordinary course prior to the Closing Date and to use all commercially reasonable efforts to maintain and preserve their respective business organization and
goodwill and to retain the services of its present executive officers and key employees, (ii) obligations of SFE Group and its subsidiaries not to initiate, solicit or encourage inquiries from third parties regarding an Acquisition Proposal (as
defined in the Merger Agreement) with respect to SFE Group or any of its subsidiaries, (iii) obligations of SFE Group to use commercially reasonable efforts to effect specified dissolutions and divestures of subsidiaries prior to the Closing Date,
and (iv) obligations of SFE Group with respect to the preparation of consolidated financial statements of SFE Group and its subsidiaries as will be required to be filed by the Company with the Securities and Exchange Commission following the
consummation of the Merger, including required audit reports and auditor consents, to be delivered to the Company as a condition to closing. Except in the case of fraud, the representations, warranties and covenants in the Merger Agreement will not
survive the closing and will terminate at the Effective Time. The Company’s sole recourse for a breach or inaccuracy of the representations and warranties of SFE Group is the RWI Policy.
Under the Merger Agreement, the parties have mutually agreed to make, or cause to be made, all filings and submissions required under the HSR Act within
ten business days after the date of the Merger Agreement. The Merger Agreement requires the Company to use “best efforts” (subject to certain limitations as set forth in the Merger Agreement) to comply with restrictions and conditions imposed by
governmental authorities in connection with necessary clearance or expiration of applicable waiting periods for the consummation of the Merger, and SFE Group is required to cooperate with the Company and use its reasonable best efforts to obtain all
such consents and approvals, subject to specified exceptions.
The Merger Agreement provides that it can be terminated: (i) by mutual written consent of the Company and SFE Group; (ii) by either the Company or SFE
Group if the other party violates any covenant, representation or warranty set forth in the Merger Agreement that would reasonably be expected to cause any conditions to the obligations of the other party not to be satisfied at the closing and, if
such breach or failure is capable of being cured, such breaching party has failed to cure such breach within thirty days following the breaching party’s receipt of written notice of such breach or failure; (iii) by either the Company or SFE Group if
a court of competent jurisdiction or governmental authority shall have issued a final non-appealable order, decree or ruling prohibiting the consummation of the transactions contemplated by the Merger Agreement, unless the party seeking to terminate
the Merger Agreement on such basis is then in material breach of any of its representations, warranties, covenants or agreements contained in the Merger Agreement or such order, decree or ruling was due in whole or in part to the failure of such
party to perform any of its obligations under the Merger Agreement; (iv) by either the Company or SFE Group if the Closing Date does not occur on or before November 1, 2026 (the “Outside Date”), except that a party may not terminate the Merger
Agreement on such basis if such party is then in material breach of any of its representations, warranties, covenants or agreements contained in the Merger Agreement or the failure of such party to perform any of its obligations under the Merger
Agreement has contributed to the failure of the Merger to have been consummated on or before the Outside Date, though if all conditions to closing have been satisfied on the Outside Date other than the receipt of necessary governmental approvals
specified in the Merger Agreement and those that by their nature may only be satisfied at closing, the parties may mutually agree to, on no more than three occasions, extend the Outside Date until
no later than December 31, 2026 (in the aggregate for all such extensions); or (v) by SFE Group if the conditions to the Company’s obligations to consummate the transactions contemplated by the
Merger Agreement have been satisfied and the Company fails to consummate the transactions contemplated by the Merger Agreement within seven business days thereafter.
4
The foregoing description of the Merger Agreement does not purport to be complete, and is qualified in its entirety by reference to the full text of the
Merger Agreement, which is filed herewith as Exhibit 2.1 and is incorporated herein by reference. The representations and warranties in the Merger Agreement are the product of negotiations among the parties to the Merger Agreement and are made to,
and solely for the benefit of, the party to whom such representations and warranties are made, in each case as of specified dates. Such representations and warranties may have been made for the purpose of allocating contractual risk between the
parties to the Merger Agreement instead of establishing these matters as facts, may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to investors, and may not be relied upon by any other
person.
Amendment to Credit Agreement
On July 7, 2026, the Company and its wholly owned subsidiaries, Enerpac Finance Limited (“Enerpac Finance”), ATU Euro Finance B.V. (together with the
Company and Enerpac Finance, the “Borrowers”) and Hydratight Operations, Inc., as Guarantor, entered into a First Amendment to Credit Agreement dated as of July 7, 2026 (the “First Amendment”) with PNC Bank, National Association, in its capacity as
First Amendment Incremental Revolving Lender, and PNC Bank, National Association, in its capacity as the administrative agent for the lenders under the Credit Agreement dated as of September 9, 2022 among the Company, the initial subsidiary borrowers
party thereto, the guarantors party thereto, the lenders party thereto, and PNC Bank, National Association, as administrative agent (the “Credit Agreement”). The First Amendment amends the Credit Agreement, effective as July 7, 2026, to increase the
revolving credit facility thereunder from $400.0 million to $625.0 million, with PNC Bank, National Association, as the First Amendment Incremental Revolving Credit Lender, agreeing, on the terms and conditions set forth therein, to provide the
Borrowers the commitment with respect to the $225.0 million increase in the revolving credit facility.
The foregoing description of the First Amendment does not purport to be complete, and is qualified in its entirety by reference to the full text of the
First Amendment, which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.
| Item 2.03. |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
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The information included in Item 1.01 hereof under the heading “Amendment to Credit Agreement” is incorporated herein by reference.
| Item 7.01. |
Regulation FD Disclosure
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On July 7, 2026, the Company issued a press release, which press release is furnished as Exhibit 99.1 hereto.
The information in this Item 7.01 and Exhibit 99.1 hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section and shall not be deemed incorporated by reference into any filing by the Company under the Securities Act of 1933, as amended, or the
Exchange Act, except as shall be expressly set forth by specific reference in such filing.
5
| Item 9.01 |
Exhibits
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Exhibits
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Exhibit No.
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Description
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2.1
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Agreement and Plan of Merger dated as of July 7, 2026 by and among Enerpac Tool Group Corp., Rodeo Merger Sub, LLC, Specialized Fabrication Equipment Group LLC, and SFEG Holdings,
Inc., solely in its capacity as Equityholders Representative
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10.1
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First Amendment to Credit Agreement dated as of July 7, 2026 by and among Enerpac Tool Group Corp., Enerpac Finance Limited and ATU Euro Finance B.V., as Borrowers, Hydratight
Operations, Inc., as Guarantor, PNC Bank, National Association, in its capacity as First Amendment Incremental Revolving Lender, and PNC Bank, National Association, in its capacity as the administrative agent for the lenders
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99.1
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Press release dated July 7, 2026
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: July 8, 2026
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ENERPAC TOOL GROUP CORP.
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By:
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/s/ Darren M. Kozik
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Darren M. Kozik
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Executive Vice President and Chief Financial
Officer
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Exhibit 99.1
 648 N. Plankinton Avenue
Milwaukee, WI 53203
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Immediate Release
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Contact:
Christian Audi
Sr. Director, Investor Relations
+1 914 771 1770
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ENERPAC TOOL GROUP TO ACQUIRE SFE GROUP, ADDING EXTENSIVE PORTFOLIO OF PREMIUM INDUSTRIAL TOOL BRANDS
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SFE Group generated on a trailing twelve months basis sales of approximately $170 million and approximately $44 million of adjusted EBITDA1.
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Acquisition will expand Enerpac’s exposure to higher-growth geographies and end markets.
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Expect the acquisition to be accretive to fiscal 2027 adjusted EPS2.
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Enerpac to provide further details on earnings conference call on July 8th, 2026 at 7:30 am CT.
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MILWAUKEE, WI, July 7, 2026 – Enerpac Tool Group
Corp. (NYSE: EPAC) (the “Company” or “Enerpac”) today announced it has entered into a definitive agreement with SFEG Holdings, Inc., a portfolio company of Gladstone Investment Corporation, to acquire Specialized Fabrication Equipment Group LLC
(SFE Group) for approximately $472 million in cash. The purchase price represents a multiple of 10.6x trailing-twelve-month adjusted EBITDA and 9.5x trailing adjusted EBITDA with synergies anticipated to be realized
within three years following the acquisition. SFE Group generated on a trailing twelve months basis sales of approximately $170 million and approximately $44 million of adjusted EBITDA.
“We have remained highly disciplined in pursuing M&A opportunities that align with our strategic priorities and financial criteria,” said Paul Sternlieb, Enerpac
Tool Group's President & CEO. “SFE Group is exactly the type of high-quality, growing business that we have been seeking: a premium brand platform with strong margins, complementary market position, a demonstrated track record of both organic and
inorganic growth, and a platform for meaningful future growth potential. The acquisition of SFE Group will advance Enerpac Tool Group’s pure-play industrial tools and solutions strategy by expanding our presence in attractive industrial tools
categories while creating opportunities to leverage our scale, technical and applications expertise, and customer and channel partner relationships. This acquisition will further expand Enerpac Tool Group’s total addressable market by approximately
$1 billion. We look forward to welcoming the SFE Group team to the Enerpac family and believe this acquisition will position us to continue to drive sustainable growth and long-term shareholder value.”
“As we plan to integrate the business and deploy our business system, including Powering Enerpac Performance (PEP) and Enerpac Commercial
Excellence (ECX) tools, we look forward to unlocking key synergies and additional commercial and operational benefits,” said Sternlieb.
1 Adjusted to
exclude extraordinary and nonrecurring items.
2 Adjusted for transaction costs, integration costs and noncash acquisition-related charges.
Headquartered in Houston, Texas, SFE Group is a global provider of specialized fabrication, welding, portable machining, and material-handling equipment serving critical
industries. SFE Group operates a portfolio of 12 well-established brands, including Climax, B&B Sumner, Axxair, Sumner Material Lifts, TAG, Mathey Dearman, Magnatech, Bortech, Fit-Up Pro, H&S Tool, PPM, and Calder, with leading market
positions and a reputation for quality, durability, reliability, and technical expertise.
“Joining Enerpac Tool Group marks an exciting chapter for our team. It will give us the resources, operational rigor, and platform to accelerate investments in
innovation while continuing to deliver top-tier solutions for our customers and partners,” said Vinay Varma, CEO of SFE Group, who will continue to run the business as President of SFE Group.
The acquisition is expected to be funded with cash on hand and borrowings under the Company’s senior credit facility, which was amended in connection with the execution
of the acquisition agreement to increase the revolving credit facility thereunder from $400 million to $625 million. Net debt-to-adjusted EBITDA3 is expected to be approximately 2.8 times upon closing.
The transaction is expected to close in the first quarter of Fiscal 2027 and is subject to regulatory approvals and customary closing conditions.
About Enerpac Tool Group
Enerpac Tool Group Corp. is a premier industrial tools, services, technology, and solutions provider serving a broad and diverse set of customers and end markets for
mission-critical applications in more than 100 countries. The Company makes complex, often hazardous jobs possible safely and efficiently. Enerpac Tool Group’s businesses are global leaders in high pressure hydraulic tools, controlled force products,
and solutions for precise positioning of heavy loads that help customers safely and reliably tackle some of the most challenging jobs around the world. The Company was founded in 1910 and is headquartered in Milwaukee, Wisconsin. Enerpac Tool Group
common stock trades on the NYSE under the symbol EPAC. For further information on Enerpac Tool Group and its businesses, visit the Company's website at www.enerpactoolgroup.com.
About SFE Group
SFE Group is a global industrial equipment company focused on pipe fabrication, welding, machining, and maintenance tools. It was formed in 2019 through the merger of
three established brands and subsequent acquisitions to include Climax, B&B Sumner, Axxair, Sumner Material Lifts, TAG, Mathey Dearman, Magnatech, Bortech, Fit-Up Pro, H&S Tool, PPM, and Calder. SFE Group serves industries such as aerospace
& defense, food & beverage, bio-pharma, oil & gas, manufacturing, utilities, power generation, semiconductor, maritime, mining, transportation, data centers, and hospitals. It is based in Houston, Texas with approximately 350 employees
globally at four production facilities and seven rental depots. For further information on SFE Group and its businesses, visit their website at www.sfe-brands.com.
3 Calculated in accordance with the terms of the Company’s September 2022 Senior Credit Facility.
Conference Call Information
In conjunction with Third-Quarter Fiscal 2026 earnings, an investor conference call is scheduled for 7:30 am CT on July 8, 2026. Webcast information and conference call
materials, including an earnings presentation, are available on the Enerpac Tool Group website (www.enerpactoolgroup.com).
Safe Harbor Statement
Certain of the above comments represent forward-looking statements made pursuant to the provisions of the Private Securities Litigation Reform Act of 1995 that involve
risks and uncertainties. Such forward-looking statements are subject to inherent risks and uncertainties that may cause actual results or events to differ materially from those contemplated by such forward-looking statements. Statements with respect
to the anticipated completion of the acquisition of SFE Group and the anticipated post-closing contributions of SFE Group to the Company’s consolidated results are subject to risks and uncertainties that include, but are not limited to: the ultimate
outcome, benefits and synergies of the acquisition of SFE Group and future financial performance, including revenues, cash flows, operating expenses and profitability, involve risks and uncertainties, and are subject to change based on various
important factors, including the timing of and any potential delay in consummating the proposed acquisition of SFE Group, the risk that the conditions to closing of the acquisition of SFE Group (including the necessary regulatory approvals) may not
be satisfied in the anticipated timeframe or at all and that such transaction may not close; the risk that regulatory approvals required for the acquisition of SFE Group is obtained subject to conditions that are not anticipated; the occurrence of
any event, change or other circumstances that could give rise to the termination of the agreement with respect to the acquisition of SFE Group; the possibility of unexpected costs, liabilities or delays in connection with the acquisition of SFE
Group; risks that the acquisition disrupts current plans and operations of Enerpac Tool Group; the risk that disruptions from the transaction may make it more difficult to maintain business and operational relationships, including retaining and
hiring key personnel and maintaining relationships with SFE Group’s customers, distributors, vendors and others with whom it does business; risks and uncertainties with respect to the Company’s ability to recognize the anticipated benefits of the
transaction; the outcome of any legal proceedings that may arise with respect to the transaction; and the impact of changes in relevant national and regional economies. Enerpac Tool Group disclaims any obligation to publicly update or revise any
forward-looking statements as a result of new information, future events or any other reason, except to the extent required by law.